mitkorp profile

About Us MITRA KORPORASINDO FinancingAcquisition & Sale Trusted Partner in Corporate Finance & Restructuring Restructuring Services Distressed Debt Private Equity Tax AdvisoryProject Highlights The Core Team Contact Us 6/2/2010 1

About Us PT Mitra Korporasindo (“MitKorp”) is a low-cost solutions provider to various finance & investment transactions, e.g.: bank loan Financing arrangement, private/public debt & equity fund raising, businessAcquisition & Sale acquisition & sale, strategic alliance, financial restructuring, distressed debt management, and private equity investment. Restructuring Distressed Debt We advise our client for the most suitable transaction structure and the best way to conclude it and, more crucial, we can act as our client’s Private Equity proxy to execute the transaction on private basis, in timely & efficient Tax Advisory manner, such as:Project Highlights - Negotiate terms & condition of the transaction; The Core Team Contact Us - Reroute the transaction via a special purpose company to minimize tax implications; - Organize legal counsel & public notary in drafting required contracts and in conducting necessary shareholders meetings; - Liaise with relevant authorities to obtain necessary consents (e.g. from capital market supervisory board, stock exchanges authorities). 6/2/2010 2

Our Resources develop from multi-discipline specialists in investment banking, securities trading, fund management, and taxation, who respectively has more than 15 years experience in Indonesia’s financial services industry. About Us Access to local & international Financing Sharia financiersAcquisition & Sale Established network in Contract drafting, Restructuring Indonesia’s capital market negotiation & dispute Distressed Debt and banking sectors resolution skill in Private Equity corporate finance Tax Advisory and M&A dealsProject Highlights Track record in equity & The Core Team Contact Us Competence in debt offering, M&A, tax strategies financial restructuring, Research database fund management in agribusiness, mining, oil & gas, base industries, power, banking, property, tourism, aviation 6/2/2010 3

Our Vision is to become a trusted partner in connecting Indonesia’s Small- Medium Enterprises with local & international financiers, to mutually benefit from Sharia Financing and Investment deals. About Us Private/Public Debt & Equity FinancingAcquisition & Sale Offering Restructuring Bank Financing Business Distressed Debt Arrangement Acquisition & Sale Private Equity SHARIA Tax Advisory FINANCEProject Highlights Private Equity Financial The Core Team Investment Restructuring Contact Us Distressed Debt Recovery 6/2/2010 4

Company Name: PT Mitra Korporasindo About Us Incorporation: • Notary Deed No. 35, dated 22-12-2003 by Ms. Isyana Wisnuwardhani Company Address: Sadjarwo SH, registered in Jakarta. Financing Shareholders:Acquisition & Sale • Approval by the Ministry of Justice & Human Right’s Decree No. C-03031 HT.01.01.TH.2004, dated 9-02-2004 Restructuring Distressed Debt 4th Fl. Kantor Taman A9 Unit B, Jl. Mega Kuningan, Jakarta 12950 – Indonesia. Private Equity Tel: +62-21 5761106. Fax: +62-21 5761109. Tax Advisory Email: [email protected] Highlights Isni A. Buana: 99%; Eka Sandra: 1% The Core Team Contact Us Capitalization: Authorized Capital : Rp 500,000,000 Paid Up Capital : Rp 125,000,000 Board: Commissioner : Reno Catelya Dira Oktavia Bank Particular: Director : Isni A. Buana Company Registration Bank Mandiri, Mega Kuningan Jakarta Branch (TDP): Account No: 124 000 4185907 Tax Registration (NPWP): No: 09.03.1.74.42133 issued on 19 April 2004 by South Jakarta District Business License (SIUP): Office, Dept of Industry & Trade. Capital Market No: 02.262.301.1-011.000 issued on 5 January 2004 by Directorate of Professional License hold Taxes, Jakarta Setiabudi I Office. by Shareholder No: 02454 / 1.824.51 issued on 6 April 2004 by South Jakarta District Office, Dept of Industry & Trade. • No: Kep 285/PM/IP/PEE/1997 dated 11 Dec 1997, Securities 5 Underwriter license under name: Isni A. Buana; • No: Kep 48/PM/IP/WMI/1998 dated 6 May 1998, Investment Manager license under name: Isni A. Buana 6/2/2010

About Us Sharia Bank Financing Financing MitKorp provides arrangement services to corporate clients in obtainingAcquisition & Sale sharia based financing facility from local and international banks. Accordingly, MitKorp can act as “outsourcing agent” to Sharia Banks in Restructuring originating suitable candidates for various type of sharia financing Distressed Debt facilities. Private Equity Review client’s business in compliance with Sharia, assess its current Tax Advisory financial condition, debt capacity and financing requirement.Project Highlights Prepare financial plan and structure the facility to be in line with The Core Team various modes of Sharia financing (e.g. mudarabah, musharakah, Contact Us murabaha, ijara, istisna, etc). Prepare the information memorandum. Solicit to Sharia banks and securing the financing commitment. Assist client in negotiating the contract with the banks. 6/2/2010 6

Private/Public Sharia Bond Issuance About Us MitKorp advises corporate clients in Sharia bond issuance, either privately or publicly for Indonesian listing (Bursa Efek Surabaya) or international Financing listing (Luxembourg, Bahrain, Labuan).Acquisition & Sale Due diligence on the issuer’s business in compliance with Sharia, Restructuring including financial condition & prospect, debt capacity and financing Distressed Debt requirement. Private Equity Prepare 5-year financial projection and design the bond structures to Tax Advisory be in line with typical Sharia bond such as: mudarabah sukuk, musharakah suku, ijara sukuk, istisna sukuk.Project Highlights The Core Team Advise the issuer in rating process as necessary; Contact Us Prepare the information memorandum (in case of private placement). Assist the issuer in preparing all required documents, including Prospectus, for registration statement to capital market authorities (Bapepam, Surabaya Stock Exchange, etc), and to liaise with them to ensure a smooth implementation of the bond issuance (in case of public offering). Solicit to potential investment bankers and assist the issuer in conducting “beauty contest” to get the underwriting commitment. Advise the issuer in negotiation with the lead underwriter. 6/2/2010 7

Influential Factors in Structuring Finance Facility About Us Market Management’s track records Country Yield Financing Financier’s demand, market RiskAcquisition & Sale expected yield industry share, Restructuring structure & Distressed Debt performance technology, Private Equity efficiency Tax Advisory FacilityProject Highlights The Core Team Structure Contact Us (size, tenor, yield, security, financial flexibility financial option policy Govt Obligor’s capacity to meet its Market Securities Liquidity financial commitment profitability, yield cash Flow capital (Rating) structure, leverage coverage Inflation, Forex 6/2/2010 8

About Us Initial Public Offering (IPO) Financing MitKorp advises corporate clients in the public offering of shares, forAcquisition & Sale Indonesian listing (Jakarta Stock Exchange) and international listing (Singapore Exchange). Restructuring Distressed Debt Due diligence on all aspect of client’s business in compliance with Sharia, legal, financial. Private Equity Tax Advisory Review client’s business plan, prepare 5-year financial projection and valuation model under worse-best case scenarios with considerationProject Highlights on market circumstances, as a basis in determining a fair price range The Core Team of the shares. Recommend the offering structure, e.g. optimal size of Contact Us floating shares, nominal value, share prices, sweetener. Assist the issuer in preparing all required documents, including Prospectus, for registration statement to capital market authorities (Bapepam, Jakarta Stock Exchange, etc), and to liaise with them to ensure a smooth implementation of the IPO Solicit to potential investment bankers and assist the client in conducting “beauty contest” to get the underwriting commitment. Advise the client in negotiating the offering structure with the lead underwriter. 6/2/2010 9

About Us Key Success Factors in Public Offering Financing TIMING • Politic/economy/market conditionAcquisition & Sale • Stock exchange seasonal OFFERING • Competition among incoming issuance Restructuring PACKAGE • Finalisation of favourable audited report Distressed Debt • Growth story, investment merits Private Equity • Benchmark to listed companies, potential upside valuation Tax Advisory • Attractive offering structure • Credible lead underwritersProject Highlights The Core Team MARKETING & • Positioning campaign, research publication, road show, public expose Contact Us DISTRIBUTION • Book-building to anchor investors / retail investors, price adjustment • Underwriting syndication • Managed supply of shares (allocation policy) SECONDARY • Secondary Market making, price stabilisation MARKET • Research follow up • Continuous investor relations IPO Goal: Optimise proceeds Balanced distribution Healthy after market 6/2/2010 10

Business Acquisition About Us MitKorp advises and represents Clients in executing acquisition transactions. Financing Recommend strategy and transaction structure that provide maximumAcquisition & Sale benefit to the Client, including viable exit alternatives in the future. Restructuring Conduct due diligence on target company process, identify risk factors in Distressed Debt connection with business, financial, legal. Private Equity Prepare valuation model (e.g. DCF, market comparable multiples) under Tax Advisory worse-best case scenarios as a basis in determining fair prices for the transaction, with consideration of Client's investment parameters andProject Highlights market circumstances. The Core Team Contact Us Advise and represent Client in bidding process and negotiation of the Sale & Purchase Agreement with the Seller. Arrange necessary bridge financing for the acquisition. Arrange the transaction closing and settlement. In case of the Client is a listed company, MitKorp will advise necessary mitigation of any potential issues pertaining to the transaction which concern public shareholders, creditors, and capital market authorities (e.g. Bapepam); assist in preparing the Circular Letter regarding the transaction for submission to Bapepam and public shareholders; advise in presenting the transaction rationale to Bapepam for obtaining necessary consent. 6/2/2010 11

About Us Acquisition Checklist: Financing Evaluate historical and projected cash flows and earnings.Acquisition & Sale Assess the quality of assets. Restructuring Distressed Debt Evaluate equity investment, joint ventures, off-balance sheet transactions and other financing arrangements. Private Equity Tax Advisory Identify contingencies, commitments and hidden costs.Project Highlights Evaluate financial systems and risk management in place, focusing on The Core Team compatibility and quality of systems. Contact Us Evaluate employee benefits, executive contracts, and golden parachute arrangements. Identify and quantify potential merger synergies. Structure purchase-price adjustments and other mechanisms to protect the buyer's interests; reliance on representations and warranties is often not an adequate substitute. Identify tax exposures and tax planning opportunities, including structures to optimize tax benefits, repatriation of profit/dividend. Identify potential issues pertaining to the acquisition which concern public shareholders, creditors, and capital market authorities (in case of the acquisition involves listed companies). 6/2/2010 12

About Us Business Sale Financing Recommend strategy and transaction structure that provide maximumAcquisition & Sale value to the Client. Restructuring Prepare valuation model (e.g. DCF, market comparable multiples) Distressed Debt under worse-best case scenarios as a basis in determining fair prices for the transaction. Private Equity Tax Advisory Prepare information memorandum, sale procedure and necessary bidding documents (including draft sale & purchase agreement).Project Highlights The Core Team Solicit to potential buyers and securing interest from them. Contact Us Organize due diligence program as required by potential buyers. Advise and represent Client in negotiation of the Sale & Purchase Agreement with the Buyer. Arrange the transaction closing and settlement. In case of the Client is a listed company, MitKorp will advise necessary mitigation of any potential issues pertaining to the transaction which concern public shareholders, creditors, and capital market authorities (e.g. Bapepam); assist in preparing the Circular Letter regarding the transaction for submission to Bapepam and public shareholders; advise in presenting the transaction rationale to Bapepam for obtaining necessary consent. 6/2/2010 13

About Us Valuation Approach LimitationsApproach Basis ApplicabilityDiscountFeidnanccRinoemlgatpeasnythetovatlhuee of a project/ Applicable for project/ Depend on reliability of the present value company that has foreseeable assumptions made in cash flows generation, despite financial projection of the Cash Flow & Sooaffletehxapt epcrtoejdectf/uctuorme pcaansyh. flows negative earnings history. project/company.AcquisitionRestructuring Commonly used for companies Potentially bias when the with a long earnings track market is over/under Estimates the equity value of a record. Particularly useful when valuation on these there are a large number of comparable companies orEaDrnisintgrsessed Depthbreotjpercitc/incogmmpualntiyplbeyolfooking at comparable listed companies in particular sector the markets.Multiple: comparable companies relative- P/EPrmiuvlatiptlee Equtiotyits net profit.- EV/ETBaIxTDAAdvisoErsytimates the enterprise value by EV/EBITDA multiple can be used as an alternative, whenmultiple looking at the pricing multiple company incurs net loss. of comparable companiesProject Highlighretlastive to its EBITDA. The Core TeaAmnalyze current realizable Applicable when the assets Disregard the earning are importance to the capability of the companyAdjusted values of the assets book company’s operations, and have values independent ofBook Contact vUalsue, and deducted by the earning of the companyValue liabilities to arrive at the net adjusted book value. 6/2/2010 14

VARIABLES Macro Economics Sector/Industry DDCCFFBBAAaSbsIioSsut Us Many factors will Exchange rate Terminal value multiple go into the ultimate Financing valuation of the Inflation Cost of capital Project/Company. Discounted Cash Interest rates TaxationAcFqlouwibsaistiisoisnus&ualSlyale Risk free rate Company Equity risk premium the most appropriate Revenue growth Asset beta valuaRtieonstarpuprcotauchring Cost structure for the Project/ Capex, Working Capital CDomisptarney.ssed Debt Free cash flow Private Equity Capital structure Tax Advisory WACC METHODOLOGY Free Cash Flow The Company’s value is Net = EBIT (1-tax rate) Present Value of future cash less (Capex - Depreciation) flow stream discounted by the weighted average cost of less Changes in WC capital (WACC).Project Highlights VALUATION Enterprise The Core Team Value Contact Us The Equity Value is derived from the Company’s value – Debt = added by cash equivalent, and Equity deducted by existing debt. Value 6/2/2010 15

EV/EBAITbDoAut Us VARIABLES Macro Economics Sector/Industry Multiple Basis Key factors should be Exchange rate EV/EBITDA multiple considered in the Interest rates Profitability (margin, ROE) Financing valuation of the Leverage (DER) Project/Company.AcmEqVulu/tiEipsBleiItiTsioDannA & Sale Company mapeptrhRoopedrosialtoterguvy,acwluthauteinroinng itnhDceuiCrsrotemrdepnasentsyelodss. Debt Historical EBITDA and growth Profitability and leverage level Private Equity Current debt Available cash equivalent Tax Advisory METHODOLOGY EBITDA = The Company’s value is (Earning Before Interest, Tax, calculated by multiplying the Depreciation & Amortization average historical EBITDA with average EV/EBITDA Net profit + Interest + Tax multiple of the related + Deprec. & Amort. industryProject Highlights VALUATION Enterprise The Core Team Value Contact Us The Equity Value is derived from the Company’s value – Debt = added by cash equivalent, and Equity deducted by existing debt. Value 6/2/2010 16

Price/EaArbnoinugt Us VARIABLES Macro Economics Sector/Industry Multiple Basis Key factors should be Exchange rate P/E multiple (PER) considered in the Interest rates Profitability (margin, ROE) Financing valuation. Leverage (DER) P/E multiple is CompanyAccoqmumiosnitlyiousned&foSr ale Historical revenue and growth Historical net profit and growth companies with a Profitability Leverage level long Rhiestsotryruofcnteutring METHODOLOGY Net Profit After Tax profit after tax The Equity Value is calculated Distressed Debt by multiplying the average historical profit after tax with Private Equity average P/E multiple of the related industry Tax AdvisoryProject Highlights VALUATION Equity The Core Team Value Contact Us The valuation result will indicate the Equity Value of the Company 6/2/2010 17

About Us Sale & Purchase Agreement: Important Clauses Financing Representations & Warranties of Seller. Normally the buyer will ask the seller toAcquisition & Sale undertake all information provided regarding the Transaction. Restructuring The Seller’s corporate status and authority of its directors/officers to act; Distressed Debt Description, title/ownership, and condition of all Seller’s property and assets (incl. Private Equity plant and equipment), as well as description and status of existing patents, Tax Advisory trademarks, copyrights, business permits/licenses;Project Highlights Status of third-party contracts, suppliers/customers, lessors, insurer (adequacy of The Core Team insurance coverage); Contact Us Status of any litigation in process, existence of any labour disputes, existence of any default conditions, compliance and fulfilment of all tax obligation, compliance with relevant regulations; Financial statements and the notes are complete and correct, presented fairly and were prepared in accordance with accepted accounting principles and no liabilities except as stated in the latest balance sheet and all reserves established on the balance sheet were adequate; Company’s operations since the latest financial statement date is in ordinary course and that no material changes had occurred, including: no issuance of securities, no mortgages/encumbrances, no sale of assets, no substantial capex, no dividend declaration, no extraordinary losses/obligations; Truth of representations & warranties and no omission of material facts. 6/2/2010 18

Sale & Purchase Agreement: Important Clauses About Us Buyer’s Assumption of Liabilities. Assumption of all liabilities, including unknown/contingent, or specified liabilities only, e.g: a) as disclosed in the Seller’s latest Financing balance sheet, b) disclosed litigation, c) obligation under listed contracts/agreements,Acquisition & Sale d) obligation incurred in ordinary course of business since the latest balance sheet date; Restructuring Seller’s Indemnification of the Buyer. Distressed Debt Indemnification against all but assumed/disclosed obligations; Private Equity Tax Advisory Cash placed in the escrow account to satisfy indemnification (amount, tenor, gradual release).Project Highlights The Core Team Seller’s Conduct of the Business Pending the Closing Contact Us Positive covenants that the Seller will conduct business only in ordinary course. Best efforts to preserve existing business relationships; Negative covenants that the Seller has not taken actions, since the latest balance sheet date, which are stipulated in the seller’s representations & warranties (i.e. no issuance of securities, no mortgages/encumbrances, no sale of assets, no substantial capex, no dividend declaration, no extraordinary losses/obligations. Conditions Precedent to the Closing (Buyer requirements) All of seller’s representations & warranties and covenants are true and performed at closing; Favorable opinion of professional parties involved (legal audit, comfort letter from public accountant, appraisal report, engineer reports); Approval/resolution of Seller’s shareholder meeting and relevant authorities; If required, resolution on the appointment of Buyer’s designated directors. Price adjustments, post-closing considerations 6/2/2010 19

Financial Restructuring About Us MitKorp assists corporate clients, as well as the banks/creditors, in debt restructuring to revitalize debtor’s financial sustainability and to ensure utmost Financing recovery value to the creditors.Acquisition & Sale Detailed analysis of debtor’s current business and prospect. Review existing Restructuring debt structured and terms (debt type & seniority, collateral, covenants), Distressed Debt assess debt services capabilities and sustainable debt level. Private Equity Prepare restructuring plan, including: financial projections to demonstrate Tax Advisory the restructuring feasibility, transaction structure and basic terms sheet.Project Highlights Present the restructuring proposal to creditors, with consideration of The Core Team competing interests of creditors, majority shareholders, and management. Contact Us Negotiate restructuring terms & conditions. Work with legal counsel in drafting required agreements (e.g. debt rescheduling, debt-to-equity swap, assets sale) and necessary shareholders’ resolutions. Arrange necessary fresh funds to compliment the restructuring In case of debtor is a listed company, MitKorp will advise necessary mitigation of crucial issues pertaining to the restructuring which concern public shareholders and capital market authorities (e.g. Bapepam); assist in preparing the Circular Letter regarding the restructuring for submission to Bapepam and public shareholders; advise in presenting the rationale of restructuring to Bapepam for obtaining necessary consent. 6/2/2010 20

About Us Bank’s Perspective: Categorizing Debtors Financing Prior to debt restructuring, Banks usually classify Debtors based on theirAcquisition & Sale commercial prospects and the level of their cooperation. Good business prospects include, attractive industry, strong market position, having the Restructuring potential to improve efficiency and competitiveness. Cooperative debtors have Distressed Debt initiative and actively negotiate with creditors, adhere to the principles of transparency, and have a willingness to repay their debts and to complete the Private Equity restructuring process. Tax Advisory Cooperative Non-CooperativeProject Highlights The Core Team Good business prospect Category A Category C Contact Us - Restructure the debt - Management intervention and/or the company - Hostile takeover of the - Preferably via out of company court settlement. - Litigation Poor business prospect Category B Category D - Restructure the debt - Foreclosure and/or the company - Bankruptcy - Liquidation - Preferably via out of court settlement 6/2/2010 21

Bank’s Perspective: Debt Restructuring ProcessAbout Us FinancingAcquisition & Sale Restructuring Distressed Debt Private Equity Tax AdvisoryProject Highlights The Core Team Contact Us 6/2/2010 22

Debt Restructuring Alternatives About Us FinancingAcquisition & Sale Restructuring Distressed Debt Private Equity Tax AdvisoryProject Highlights The Core Team Contact Us 6/2/2010 23

About Us MitKorp represents investor in acquiring distressed debt, as well as, advises bank in managing and/or disposing its non-performing loans (NPL). FinancingAcquisition & Sale Debt Purchase Restructuring Debt valuation based on analysis of debt recovery and sustainable debt Distressed Debt level. Private Equity Preparing and submitting bid documents to the seller, negotiate and execute Tax Advisory the transaction.Project Highlights Set up offshore entities as required and warehousing documentation. The Core Team Contact Us Debt Management Assessment of recovery potential and recommendation of exit strategies. 24 Preservation and perfection of creditors rights. Acting as proxy to investor in creditor meetings. Optimize debt recovery via restructuring program. Negotiation of restructuring agreements. Representing the investor in takeover of the debtor company, as required. Conducting disposal program: (a) preparing sale procedure & related documents, information memorandum; (b) Solicitation to potential buyers; (c) negotiation of the sale & purchase agreement; (d) transaction closing. Assisting the investors in litigation process against debtor, as required. Monitoring of debtor’s bankruptcy/liquidation process. 6/2/2010

NPL Resolution Scheme About Us BANK - A Sale of NPLs AMC BANK - B Cash/Securities FinancingAcquisition & Sale BANK – C Restructuring Proceeds Loans Proceeds Distressed Debt NPL RESOLUTIONS: Max Recovery Private Equity Tax Advisory • Collection • Restructuring • Sale of collateral assets • Packaged loans saleProject Highlights • Liquidation • Securitization The Core Team Contact Us Proceeds Proceeds Debt INVESTORS INVESTORS INVESTORS INVESTORS OBLIGORS INVESTORS 6/2/2010 25

About Us Distressed Debt Valuation. Common approaches in valuing distressed debt: a) Debt Recovery analysis; b) Debt NPV discounted by distressed yield; c) Financing Sustainable Debt analysis based on EBITDA/interest coverage, term loan/bondAcquisition & Sale analysis. Restructuring Debt type & seniority shall have significant impact on the prices. Market Distressed Debt research has shown that a senior & secured class of distressed debt could have 30%-50% higher price than a subordinated class. Private Equity Tax Advisory Relative influence of factors to recovery rates on defaulted debtProject Highlights The Core Team Contact Us Source: Moody’s Investor Services, LossCalcTM : Model for Predicting Loss Given 26 Default (LGD), February 2002. 6/2/2010

About Us Influential Factors in Distressed Debt Prices Market Approach FinancingAcquisition & Sale Debt Recovery Debt Industry Country Rates Market Risk: cost Rating: Restructuring Liquidity of capital risk spread Distressed Debt Investor’s Expected Yield Private Equity Tax Advisory Distressed Debt PricesProject Highlights The Core Team Sustainable Debt Level Contact Us Previous Debt Type Debt Company’s Company’s Rating & Seniority Covenants Leverage cash flow & Collateral Position protection Company Approach 6/2/2010 27

Private Equity Investment. About Us MitKorp assists Indonesia and international private equity investors in originating and managing direct investment in Indonesia’s small-medium Financing enterprises under proper Sharia financing modes.Acquisition & Sale Acquiring significant/majority stakes of small-medium sized companies Restructuring in defensive-growth sectors (e.g. agribusiness, consumer products, Distressed Debt manufacture support industries), in form of equity and equity-related finances. Partnering with experience entrepreneurs who are willing to Private Equity invest their own capital. Tax Advisory If necessary, channeling the investment via Indonesia’s sharia banksProject Highlights under Mudaraba Muqayyadah contract with predetermined portfolio of The Core Team debt-based (murabaha, ijara) or equity-based (musharaka) finances. Contact Us Enhancing Value by raising productivity & profitability, reinvesting cash flow for growth opportunities. Promote equity-linked incentives to management (e.g. declining musharaka); Well-defined Exit Strategy via trade sale (to be acquired by third party investors) or Initial Public Offering within 2-5 year time frame. Implementing Good Corporate Governance and proper risk management in the investment process, performance evaluation and exit program. 6/2/2010 28

About Us Corporate Tax Advisory Services Financing Advise client in corporate income tax planning: implement tax savingAcquisition & Sale opportunities, identify potential tax exposures and recommend necessary mitigation. Restructuring Distressed Debt Assist client in handling tax audit: review preliminary findings report from tax office, liaise with tax officers to ensure a smooth process, Private Equity provide necessary solutions on raised issues, prepare response letters to Tax Advisory tax office, and present the client’s position in closing conference as required.Project Highlights The Core Team Advise client in designing tax efficient structures for corporate finance, Contact Us merger & acquisition, debt restructuring transactions, such as: optimize the basis of any tax depreciable assets and tax losses of the target company in acquisition, deductibility of any related borrowing costs, and minimize the transaction taxes on capital gain. Assist investors in setting up offshore entities as investment holding in certain jurisdictions that have tax treaties with Indonesia (e.g. BVI, Netherlands, Mauritius) to minimize withholding tax on profits repatriation from Indonesia operating companies and capital gain tax upon assets sale. 6/2/2010 29

About Us Recent Assignments Financing Advise PT Sumberdaya Sewatama (a subsidiary of Trakindo Group in power services)Acquisition & Sale for acquiring stake in a power plant company: lead due diligence team of financial, tax and legal, share valuation, transaction structure and SPA (Jul – Sep 09). Restructuring Distressed Debt Advise state-owned PT Perkebunan Nusantara III (Persero) for IPO preparation, i.e. brief the management regarding IPO strategy, develop valuation model and offering Private Equity structure, ESOP program (Jul – Nov 08). Tax Advisory Advise state-owned PT Sucofindo (Persero) for IPO preparation and potential mergerProject Highlights & acquisition deal with PT Surveyor Indonesia (Persero) (Nov 2008 – May 2009). The Core Team Contact Us Advise PT Medco Energi Internasional Tbk for assessment and valuation of various acquisition, disposal and restructuring, i.e. acquisition of coal mining concession by PT Medco Energi Mining Internasional (Jan – Mar 09); internal restructuring of PT Medco Power Indonesia and PT Medco Downstream Indonesia (Dec-07); divestment of PT Apexindo Pratama Duta Tbk (Nov 07); 6/2/2010 30

About Us Fund Raising Financing Advise PT Dharma Samudera Fishing Industries Tbk in build up the valuation andAcquisition & Sale financial projection to highlight its Rp 93 billion Right Issue (Apr 07). Restructuring Advise Bank Muamalat Indonesia in right issue program (Apr-02).* Distressed Debt Underwriting syndication in Astra Sedaya Finance’s Rp 500bn bond issuance (2000).* Private Equity Tax Advisory Underwriting syndication in the Initial Public Offerings of Bank Universal Rp 169bn, Aneka Tambang Rp 603bn, and Astra Agro Lestari Rp 214bn (1997).*Project Highlights The Core Team Acquisition & Sale Contact Us Advise PT Medco Energi Internasional Tbk in assessment and valuation of Lapindo Brantas gas field for disposal program (Feb-07). Advise PT Indocitra Finance Tbk in proceeding a majority stake sale (Oct-05). Advise PT Suryaraya Teladan in loan work-out with Bank Niaga and executing a strategic sale of its Benakat oil field to an affiliate of Sinopec (Apr 03 – Sep 04). Advise PT Medco Energi Internasional Tbk in assessment and valuation of Novus Petroleum for acquisition and disposal program (Dec 03 - Aug 04).* Advise PT Apexindo Pratama Duta Tbk in assessment & valuation for proposed sale of Mesa Drilling Inc. (Feb-04).* Advise PERTAMINA in acquisition of Devon Indonesia’s assets (Mar-02), acquisition of BP's stake in Singapore Refining Company (Dec-01), acquisition of 50% stake & US$ 250mn defaulted loan of Wayang Windu Geothermal Project (Aug-01).* Team up in the takeover of PT Astra Securities (May-99).* * Former participation by MitKorp’s principal. 6/2/2010 31

About Us Restructuring Financing Advise PT ITCI Kartika Utama in pre IPO restructuring, including fine-tune theAcquisition & Sale business plan for industrial forest plantation and pulp mill development (May – Jul 07). Restructuring Advise PT Indocitra Finance Tbk in executing Rp 32.9bn Debt to Equity swap Distressed Debt transaction, included: structure the transactions for minimum tax implication, organize legal & public notary in drafting necessary contracts and in conducting shareholders Private Equity meeting, liaise with Bapepam and get consent (Jun 05). Tax Advisory Advise PT Cipendawa Agroindustri Tbk in executing Rp 92.7bn debt restructuring,Project Highlights included: structure the transactions, coordinate legal & public notary in drafting The Core Team required contracts and shareholders resolutions, get consent from Bapepam (Dec 04). Contact Us Advise PT Gagas Nusaprima (a property company) in Rp 55bn loan workout with Indonesian Bank Restructuring Agency/BPPN (Oct 00).* Distressed Debt Represent investor in purchase distressed loan of a business hotel company in Makassar from BPPN (Oct-03). Advise and represent the investor in takeover of the company, conduct reorganization and debt restructuring (Nov 03 - Sep 04), and afterward negotiate a strategic sale to a national chain hotel operator (Jun 05). Advise PT Medco Energi Internasional Tbk in assessment and valuation of US$ 84mn and Rp 72bn distressed receivables for disposal program (Nov 02).* Advise Bank BNI to set up an asset management company for management and disposal of the bank's non-performing loan (Jul 02).* Tax Advisory Advise PT Samick Indonesia (one of the world’s largest musical instrument manufacturers) in tax assessment and planning for fiscal year 2004 and 2005. * Former participation by MitKorp’s principal. 6/2/2010 32

About Us Isni A. Buana Financing Isni is the founder of MitKorp. He has 18 years experience in capital market, trade &Acquisition & Sale commodity finance, M&A, debt restructuring, fund management, and taxation. His career development ranges from government to private sectors, included PT Sucofindo, Restructuring PT Madani Securities, PT Mitra Invesdana Sekurindo, PT Asuransi Niaga Cigna Life, Distressed Debt PT Sempati Air, and Directorate of Taxes – Ministry of Finance. Isni graduated from the Faculty of Economics University of Indonesia and State College of Accountancy Private Equity (STAN). He holds underwriting and investment manager licenses issued by Capital Tax Advisory market Supervisory Board (Bapepam).Project Highlights Moeryanto The Core Team Moer has 20 years experience in capital market and banking with focus on brokerage Contact Us and investment operation, micro finances, audit, and information technology. Before joining MitKorp, his career was developed in Satmarindo Group, PT Madani Securities, PT Mesana Investama Utama, PT Pentasena Arthasentosa Securities, Bank Danamon, Bank Duta, BPR-Nusamba projects, and PT Jamsostek. He graduated from the Jayabaya University with Bachelor of Accounting degree. Aji Martono Aji has more than 14 years experience in capital market, with specialization in research, securities trading and fund management. He has developed his career in PT Madani Securities and PT Mitra Invesdana Sekurindo. Imanuel Manting Iman is has 18 years experience in performing management audit and tax audit in various government and private sectors. He graduated from the State College of Accountancy (STAN). 6/2/2010 33

About Us Office Address: Financing Kantor Taman A9 Unit B 4th Fl. T: +62 (021) 5761106Acquisition & Sale Jl. Mega Kuningan, F: +62 (021) 5761109 Restructuring Distressed Debt Jakarta 12950 – Indonesia E: [email protected] Private Equity Mobile No: 0818 162346 Tax Advisory 0816 1947726 Isni A. Buana 0818 938532Project Highlights Moeryanto 0815 14454466 The Core Team Immanuel Manting Contact Us Aji Martono 6/2/2010 34